Resolution #3 – Auditor Appointment

IN CASE THERE IS AN AUDIT COMMITTEE

RESOLVED THAT pursuant to provision of section 139 of the Companies Act 2013 (as amended or re-enacted from time to time) read with rule no 3 of the Companies (Audit and Auditors) Rules 2014 and considering the recommendations made by the Audit Committee, the consent of the Board be and is hereby recommends M/s………, Chartered Accountants for appointment as the statutory auditor of the company for the financial year ………., from the conclusion of the forthcoming annual general meeting till the conclusion of every sixth meeting , at a remuneration to be decided in consultation with it. 

RESOLVED FURTHER THAT appointment of the statutory auditor shall be subject to the ratification at each annual general meeting held after forthcoming annual general meeting  

RESOLVED FURTHER THAT Mr./Ms. ……………….. [Name of person], director/company secretary of the Company be and is hereby authorized to file form ADT-1 with the Registrar of Companies with the prescribed time 

 

IN CASE THERE IS NO AUDIT COMMITTEE

RESOLVED THAT pursuant to provision of section 139 of the Companies Act 2013 (as amended or re-enacted from time to time) read with rule no 3 of the Companies (Audit and Auditors) Rules 2014, the consent of the Board be and is hereby recommends M/s………, Chartered Accountants for appointment as the statutory auditor of the company for the financial year ………., from the conclusion of the forthcoming annual general meeting till the conclusion of every sixth meeting , at a remuneration to be decided in consultation with it. 

RESOLVED FURTHER THAT appointment of the statutory auditor shall be subject to the ratification at each annual general meeting held after forthcoming annual general meeting  

RESOLVED FURTHER THAT Mr./Ms. ……………….. [Name of person], director/company secretary of the Company be and is hereby authorized to file form ADT-1 with the Registrar of Companies with the prescribed time 

 

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Resolution #2 – Opening Bank Account

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF(NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE)AT (TIME)

 


A proposal to open a Current Account with the (Name of the Bank with address) was placed before the Board for conducting its day-to-day financial transactions. After discussions, the Board unanimously:  

“RESOLVED THAT Current Account in the name & style of ‘(Name of the Company)’ be opened with the (Name of the Bank with address), for the operations of the activities of the Company and that the following Authorized Signatory (ies) of the Company be and are hereby authorized to open and operate the said account:

INDIVIDUALLY 

Name of the person(s) authorized with designation  

JOINTLY 

Name of the person(s) authorized with designation  

And       

1.      THAT the said Bank be instructed to accept and act upon any instructions relating to the account kept in the name of the Company or relating to any transactions of the Company with the Bank, provided the instructions are signed by the authorized signatory(ies) of the Company in the manner mentioned as above.

2.      THAT the said Bank be instructed to accept receipts for money, deeds, securities or other documents or papers or property or any indemnities given on behalf of the Company provided they are signed by the authorized signatory(ies) of the Company in the manner as mentioned above.

3.      THAT the bank be furnished with a list of the names of Directors of the Company and a copy of the Memorandum & Articles of Association and be from time to time informed by notice in writing under the hand of the Directors/Authorized Signatory of the Company of any changes which may take place therein and be entitled to act upon any such notice until the receipt of further notice under the hand of any Directors / Authorized Signatory.

4.      THAT the resolution be communicated to the Bank and remain in force until duly rescinded and notice thereof in writing be given to the Bank by any of the Directors of the Company.”   

“RESOLVED FURTHER THAT the aforesaid power entrusted to the said official shall be valid and effective unless revoked earlier by the Board or shall be exercisable by him so long as he is in the concerned to the Company.” 

“RESOLVED FURTHER THAT all acts, deeds, things, matters, etc. as aforestated shall be deemed to be valid and enforceable only if they are consistent with the instant resolution as may be relevant in this case and that the Board shall not be responsible for any acts beyond the scope of the aforestated powers done by (Name of the authorized person(s) and such invalid, illegal acts, and acts done beyond the scope of  powers granted in this Resolution shall not bind the Company against any third parties or before any authorities  in any manner and that the Board shall not be answerable in that behalf.” 

“RESOLVED FURTHER THAT a certified copy of the resolution be given to any one concerned or interested in the matter.”

 


 

Resolution #1 – Preliminary Expenses

CERTIFIED TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF DIRECTORS OF(NAME OF THE COMPANY) HELD AT THE REGISTERED OFFICE OF THE COMPANY AT (ADDRESS) ON (DATE)AT (TIME)


The chairman of the board informed the Board that the expenses incurred for bringing the company to existence is to be approved by the company and to be reimbursed to Mr._______, director of the company.

“RESOLVED THAT the preliminary expenses amounting to Rupees… [Amount in words] incurred by the promoters of the company in connection with incorporation of the company as per the statement tabled before the meeting and initialed by the Chairman for purpose of identification be and are hereby approved and further the said expenditure be reimbursed accordingly.”